Terms and Conditions
Effective Date: February 17, 2025
PREAMBLE
This document sets forth the Terms and Conditions ("Terms") governing the delivering of AMICSS infrastructure package ("Services") by IT OUTPOSTS LIMITED ("Company") to the Client ("Client"). By engaging the Company for the Service and payment for the Services,the Client agrees to be bound by these Terms.
1. Scope of Services
1.1. Package: AMICSS infrastructure package. Auto-scalable, Migration-ready, Cost-efficient, Secure, and Stable infrastructure (hereinafter - Package).
1.2. The Package includes the following services:
Infrastructure as Code
Services:
- Create infrastructure templates using IaC tools to automate provisioning.
- Ensure version control and collaboration for infrastructure configurations.
Tools: Terraform
Artifacts: IaC templates, documentation for usage, version control repository setup.
Basic security
Services: Set up firewalls, and Identity Access Management (IAM).
Tools: Firewall tools, AWS IAM
Artifacts: Security policies, access control configurations.
VPC (networking)
Services: Design and provision environments with proper segregation (e.g., VPCs, subnets)
Tools: AWS
Artifacts: IaC templates, documentation for usage, version control repository setup.
Kubernetes
Services:
- Set up Kubernetes clusters with best practices for scalability and reliability.
- Implement Helm charts for deployments and provide kubectl access control.
- Configure monitoring and logging for Kubernetes workloads.
Tools: Kubernetes, Helm, Kubectl
Artifacts: Cluster configurations, deployment scripts, monitoring dashboards.
Database
Services:
- Provision managed databases (e.g., RDS, Aurora, DynamoDB).
- Set up backups, replication, and performance monitoring.
- Optimize schema design and query performance.
Tools: MySQL, PostgreSQL, DynamoDB, DocumentDB
Artifacts: Database setup documentation, performance metrics, backup configurations.
Secret management
Services:
- Set up secure secret management solutions to store and rotate sensitive data.
- Prepare documentation for a team with secure practices for secret usage.
Tools: AWS Secrets Manager, External Secret Operator
Artifacts: Secret policies, access logs, training materials.
Elastic cache
Services:
- Set up and configure caching solutions (e.g., Redis, Memcached) to improve application performance.
- Integrate cache with applications and optimize TTL (Time-To-Live) settings for data validity.
- Monitor cache usage to ensure efficient resource allocation.
Tools: Amazon ElastiCache, Redis, Memcached
Artifacts: Amazon ElastiCache, Redis, Memcached
Monitoring, alerting and logging
Services:
- Set up monitoring tools to track infrastructure health.
- Configure custom alerts for thresholds, incidents, and anomalies
Tools: Prometheus, Grafana, Alertmanager, CloudWatch, Loki
Artifacts: Monitoring dashboards, alerting rules, infrastructure logs.
Documentation
Services:
- Prepare detailed documentation for infrastructure, pipelines, processes, and best practices.
- Create user manuals and troubleshooting guides for smooth handover.
- Include architecture diagrams, step-by-step instructions, and operational procedures.
Tools: Confluence, Google Docs
Artifacts: Infrastructure description.
Basic maintenance (during one month)*
Services:
- Provide phone/writing consultations on AMICSS infrastructure.
- Consultations of addressing current needs.
- Recommendations for scaling.
- Advice on system operation and improvement.
Tools: Slack (communications), Google Meet.
Artifacts: recommendations for next steps.
* Terms and details of Basic maintenance specified in clause 3 hereof.
Multi environments
Services:
- Creating isolated environments using IaC
- CImplementing versioning and change strategies
Tools: AWS
Artifacts: Deployment schematics for each environment, documentation on version and change management.
1.3. The Company reserves the right to use all or some of the components of the Services in order to achieve the best results for the Client. The cost of the Package remains fixed regardless of the actual number of services utilized or provided.
1.4. All and any additional services unspecified in this Clause shall be a subject to separate agreement and incur additional charges.
2. Timeline
The Services shall be provided within the following timeline:
2.1. Initial call - shall be agreed by the Parties after receipt of Payment. Duration - up to 1 working hour.
2.2. Design and implementation - one working week. Start date: 1 business day after initial call.
2.3. Maintenance services - one calendar month. Start date: 1 day after deliverables demonstration.
2.4. Deliverables: transfer of access to configured services according to scope of Package.
3. Basic maintenance and guarantees provisions
3.1. The Company guarantees that all provided services, as well as their individual components delivered to the Client, are up to date and comply with industry standards, and best practices.
3.2. Basic maintenance provisions:
3.2.1. Basic maintenance (consultations) services may be provided upon Client’s requests within one calendar month after delivery of infrastructure.
3.2.2. Basic maintenance (consultations) services include consultations (in writing or oral), Client’s team training (by oral consultation) if required.
3.2.3. The Basic maintenance (consultations) services include consultations up to four (4) working hours per month for Package. The Parties agree that 4 working hours of consultations may be divided to 8 phone consultations of 30 minutes each. Any additional hours beyond this limit may be provided upon agreement and may be subject to additional fees.
3.2.3. Reaction time - 1 working day. Within this timeframe, the Company may review the Client’s request and contact Client to schedule a consultation.
3.2.4. Basic maintenance explicitly excludes any migration work, additional configurations and other services not explicitly defined in the selected package.
4. Payment terms
4.1. The cost of the package is 999 USD.
4.2. The Client shall make a 100% prepayment for Package using Company’s website interface/ by interbank transfer on the basis of Company’s invoice.
4.3. The cost of Package does not include VAT, in case VAT is applicable, the total amount will be specified in the invoice of the Company.
4.4. If the client requires payment in EUR, the total amount shall be exchanged according to the European Central Bank's cross-rate (https://www.ecb.europa.eu/stats/policy_and_exchange_rates/euro_reference_exchange_rates/html/eurofxref-graph-usd.en.html).
4.5. Payments are non-refundable. The company does not refund any payment either in full or partially under any circumstances.
5. Client Obligations
5.1. The Client is obliged to:
Provide accurate and timely information required for the Service.
Assign a primary contact person to facilitate communication.
Ensure necessary third-party accounts and licenses are obtained and maintained or inform the Company about the necessity of registering new accounts
Failure to meet these obligations may affect the delivery of the Service and result in additional charges.
5.2. The Client is solely responsible for obtaining and maintaining any equipment and ancillary services needed to use the Services, including but not limited to modems, hardware, servers, software, operating systems, networking, web servers, and telephone services.
5.3. The Client is responsible for maintaining the security and confidentiality of it’s Equipment, it’s passwords, access credentials, and any other sensitive information related to the use of the services. The Client shall take all necessary measures to prevent unauthorized access, disclosure, or misuse of such information.
6. Confidentiality
6.1. Both the Client and the Company agree to maintain the confidentiality of any proprietary, technical, business, or other sensitive information exchanged during the infrastructure implementation ("Confidential information").
6.2. Confidential information shall only be used for the purpose of Services Provision. Neither party shall disclose, share, or otherwise make Confidential information available to any third party without prior written consent, except as required by law or regulatory authorities.
6.3. Each party shall take reasonable steps to protect Confidential information from unauthorized access, disclosure, or misuse.
Access to Confidential information shall be limited to employees, contractors, or agents who require it for the fulfillment of their duties and are bound by similar confidentiality obligations.
6.4.The confidentiality obligation does not apply to information that:
Is or becomes publicly available through no fault of the receiving party.
Was lawfully obtained from a third party without a confidentiality obligation.
Was independently developed without reference to the disclosed Confidential information.
6.5.These confidentiality obligations shall remain in effect for the duration of the engagement and continue for three (3) years after its termination, unless otherwise agreed in writing.
7. Intellectual Property Rights
7.1. The Client acknowledges that the infrastructure provided by the Company may include intellectual property (IP) objects such as software, code, configurations, methodologies, documentation, and other proprietary materials (“IP Objects”).
7.2. All rights, title, and interest in and to the IP Objects remain the exclusive property of the Company or its licensors.
7.3. The Client is granted a non-exclusive license to use the IP Objects in any lawful manner. A non-exclusive license means that the Company retains the right to grant similar rights to an unlimited number of other clients and third parties. The Client shall not claim exclusive rights to the IP Objects or prevent their use by third parties, including other clients of the Company.
7.4. The Client has no right to transfer the sublicense to third parties without the prior written consent of the Company and may use it solely for its own business and commercial purposes. If the Client intends to transfer the sublicense to third parties or use it for scaling services, it must obtain a separate license, which shall be subject to a separate agreement.
7.5 Survival: The restrictions and obligations under this clause shall survive the termination or expiration of the agreement.
8. Warranty and Disclaimer
8.1. The Company warrants that the Service will be provided with reasonable skill and care.
8.2. The Company does not guarantee specific business outcomes, including system uptime or error-free performance beyond industry-standard levels.
8.3. All third-party software or tools are subject to their respective licenses and warranties.
8.4. The Company is not responsible for the Client's use of the Services and does not provide any warranties other than those expressly set forth in these Terms.
8.5. The Client independently bears full responsibility and releases the Company from claims of third parties that may arise due to incorrect or unauthorized use of the Company's Services.
8.6. Client represents and warrants that it possesses all necessary rights, permissions, and authority to provide, submit or otherwise license its Data to Company for use under these Terms, without breaching any contracts or laws.
9. Limitation of Liability
9.1. The Company's liability for any claim arising from the Service shall not exceed the total fees paid by the Client for the Service.
9.2. The Company shall not be liable for indirect, incidental, or consequential damages.
10. Governing Law and Dispute Resolution
10.1. This agreement shall be governed by the laws of the Republic of Cyprus.
10.2. Any disputes shall first be attempted to be resolved amicably. If unresolved, disputes shall be referred to the court according to law of the Republic of Cyprus.
11. Amendments. Term.
11.1. These Terms may be modified by the Company without contest of the Clients.
11.2. These Terms shall become binding upon the Client from the moment of acceptance, including but not limited to acceptance through electronic means such as clickwrap agreements or payment for Services. The Client’s continued use of the services constitutes acceptance of the Terms in their version on the moment of acceptance, regardless of any subsequent modifications.
12. Entire Agreement
12.1. These Terms constitute the entire agreement between the parties and supersede any prior agreements or representations, unless a separate agreement is signed between the Company and the Client. In such a case, these Terms shall form an integral part of that agreement and shall apply unless expressly stated otherwise in the signed agreement.